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Motorola Solutions (NYSE: MSI) COO Molloy reports MSU, option vesting and tax share withholding

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Motorola Solutions EVP and COO John P. Molloy reported several equity compensation events. On March 9, 2026, 1,614 market stock units were exercised into the same number of shares, and 2,792 additional shares were paid out from a vested tranche granted in 2023 at a 173% payout factor. Performance-based stock options covering 20,704 shares at an exercise price of $265.18 per share vested after meeting financial goals. To cover tax obligations, 3,910.79 shares and 1,236.86 shares of common stock were withheld at $458.03 per share. After these transactions, Molloy directly held 66,865.12 common shares and indirectly held 17.54 shares through the Motorola Solutions 401(k) plan.

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SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
MOLLOY JOHN P

(Last) (First) (Middle)
MOTOROLA SOLUTIONS, INC.
500 WEST MONROE ST.

(Street)
CHICAGO IL 60661

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Motorola Solutions, Inc. [ MSI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP and COO
3. Date of Earliest Transaction (Month/Day/Year)
03/09/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Motorola Solutions, Inc. - Common Stock 03/09/2026 F(1) 3,910.79 D $458.03 65,309.98(2) D
Motorola Solutions, Inc. - Common Stock 03/09/2026 M 2,792 A $0(3) 68,101.98(2) D
Motorola Solutions, Inc. - Common Stock 03/09/2026 F 1,236.86 D $458.03 66,865.12(2) D
Motorola Solutions, Inc. - Common Stock 17.54(4) I Motorola Solutions, Inc. 401(k) Plan
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Market Stock Units (5) 03/09/2026 M 1,614(6) (6) (6) Motorola Solutions, Inc. - Common Stock 1,614 $0 0 D
Performance Options $265.18 03/09/2026 A 20,704 (7) 03/09/2033 Motorola Solutions, Inc. - Common Stock 20,704 $0 20,704 D
Explanation of Responses:
1. Represents the shares withheld by the Company to satisfy the tax withholding requirement upon settlement (on March 9, 2026 per the award terms) of performance stock units, which were determined to be earned on February 25, 2026 based on performance results for the applicable performance period, as previously reported on a Form 4 as of February 27, 2026.
2. Includes shares acquired under the Motorola Solutions Employee Stock Purchase Plan, and through the reinvestment of dividends.
3. Represents the vesting (1,614) and payout (2,792) of the third tranche (1/3) of the market stock units (MSU) granted on March 9, 2023 at 173% payout factor and such payment includes 1,178 shares which were above the target number of shares originally reported.
4. Based on plan statement as of March 2, 2026.
5. Each market stock unit ("MSU") converts into shares of common stock on a 1-for-1 basis but the number of MSUs earned varies from 0% to 200% of the target number of MSUs based on the average of the closing price of the Company's common stock on the date of grant and the thirty calendar days immediately preceding the date of grant (referred to as Share Price on Date of Grant) as compared to the closing share price of the Company's common stock on the vesting date and the thirty calendar days immediately preceding the vesting date (referred to as Share Price on Vesting Date). The target number of MSUs is reported in this Report.
6. One third of the MSU award will vest on each of the first, second and third anniversaries of the date of grant and will be converted into shares of common stock based on a payout factor, provided that the MSUs will only vest if the Share Price on the Vesting Date equals at least 60% of the Share Price on the Date of Grant.
7. Represents the vesting of performance based stock options granted to the reporting person on March 9, 2023 that were eligible to vest on the third anniversary date of the grant or March 9, 2026 based on the satisfaction of certain financial performance objectives. On March 9, 2026, the Company determined that, based on the Company's performance over the applicable performance period, 20,704 options would vest.
Remarks:
Lauren E. Henderson, on behalf of John P. Molloy, Executive Vice President and Chief Operating Officer (Power of Attorney on File) 03/11/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What equity awards for Motorola Solutions (MSI) EVP John Molloy vested on March 9, 2026?

On March 9, 2026, John Molloy had 1,614 market stock units convert into shares and 2,792 additional shares paid out from a vested tranche. In addition, performance-based stock options for 20,704 shares vested after the company met specified financial performance objectives.

How many Motorola Solutions (MSI) performance stock options did John Molloy receive or vest?

John Molloy had performance-based stock options covering 20,704 shares vest on March 9, 2026. These options, originally granted in 2023, became exercisable after the company achieved certain financial performance targets over the applicable performance period.

Were any Motorola Solutions (MSI) shares sold by John Molloy in this Form 4 filing?

No open-market sales were reported; instead, 3,910.79 shares and 1,236.86 shares were withheld to satisfy tax obligations. These tax-withholding dispositions are payments to the company rather than discretionary sales, so they do not reflect an open-market selling decision.

How many Motorola Solutions (MSI) shares does John Molloy hold after these transactions?

After the reported transactions, John Molloy directly held 66,865.12 shares of Motorola Solutions common stock. He also indirectly held 17.54 additional shares through the Motorola Solutions, Inc. 401(k) Plan, based on the plan statement dated March 2, 2026.

What is the exercise price and expiration for John Molloy’s Motorola Solutions performance options?

The vested performance stock options for John Molloy have an exercise price of $265.18 per share and expire on March 9, 2033. These options were granted on March 9, 2023, and vested after the company achieved specified financial performance metrics.

How were Motorola Solutions (MSI) market stock units converted for John Molloy?

Each market stock unit converts into one share of common stock, but the number earned varies with stock price performance. For this tranche, 1,614 units vested and converted, and the payout reflected a 173% payout factor relative to the original target share amount.
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